Terms of Service
Last Revised as of June 23, 2018 (v1.2)
ChargaCard (“ChargaCard”, “we”, “us”, “our”) is an online platform that connects customers and online merchants to facilitate the creation of direct credit arrangements between these parties. The ChargaCard Platform includes payment transfers, social, and interactive features defined elsewhere in this agreement (the “Services”), in which certain users (“Client” or “Clients”) connect with other users (“Business” or “Businesses”) wishing to obtain credit or other similar arrangements with the Business (users of our Services to be referred to as a “User” or “Users”).
Please read the Agreements and, specifically, these Terms carefully. They cover important information about ChargaCard Platform provided to you and any charges, taxes, and fees we bill you. The Agreements include information about future changes to the Agreements, export controls, automatic renewals, limitations of liability, privacy information, a class action waiver, and resolution of disputes by arbitration instead of in court.
These Terms of Service remain in effect until canceled by either party, as explained elsewhere. ChargaCard may cancel these Terms or any aspect of the Service at any time upon ten (10) days advance notice for any reason. ChargaCard may cancel these Terms of Service with you or any aspect of the Service provided to you immediately if you breach any obligations required of you in these Terms of Service, any of the documents described in these Terms, or, in our judgment, you are about to breach any such obligation.
You affirm that you are (1) at least 18 years of age or older, and (2) have the power to enter a binding contract with us and not be barred from doing so under any applicable laws, and (3) are a resident in the United States. You also promise that any registration information that you submit to ChargaCard is true, accurate, and complete, and you agree to keep it that way at all times. Additional limitations on the permitted use of our Site and Services may be found elsewhere in the Agreements.
2. Changes to the Agreements
Occasionally we may, at our discretion, make changes to the Agreements. When we make changes to the Agreements, we’ll provide you with prominent notice as appropriate under the circumstances, such as by displaying a prominent notice within the Platform or by sending you an email. In some cases, we will notify you in advance. Your continued use of the Platform after the changes have been made will constitute your acceptance of the changes. Please therefore ensure you read any such notice carefully. If you do not wish to continue using the Platform under the new version of the Agreements, you may terminate the Agreements by contacting us through the Customer Support contact form.
ChargaCard reserves the right to revise, modify and supplement the content of the Site and these Terms (and all other documents related hereto or described herein) at any time in ChargaCard’s sole discretion. The latest Terms or other applicable document will be posted to the Site and the date indicated as "Last Revised" at the beginning of these Terms of Service or with respect to any other modified document will be updated to reflect the date as of which the last of any such revisions, modifications and supplementation occurred. Your continued use of the Site and the Service from the date the modified version is posted to the Site shall be deemed to constitute Your affirmative acknowledgment of, and agreement to abide and be bound by, the modified terms, conditions and obligations therein. Therefore, you should regularly check the Site for updates and/or changes. If You object to any of these revisions, modifications or supplementations or become dissatisfied with the Service in any way, your sole recourse is to immediately discontinue Your use of the Service and the Site.
ChargaCard reserves the right to revise, modify and supplement these Terms of Service at any time in ChargaCard’s sole discretion. ChargaCard will notify You of any such change to the Terms of Service, and You shall promptly notify Your customers who are subject to the Terms of Service of the change.
3. Services and Features
ChargaCard is an online platform that connects customers and businesses to facilitate the creation of direct credit arrangements between these parties, and to process and facilitate payments made between these parties. We may use third party services to assist in these services.
In connection with the Services, a Client may form a relationship with a Business in which a Client is extended credit from a Business (a “Credit Line”). The existence, amount, and terms of the Credit Line may be dependent on numerous factors, including but not limited to the ChargaCard Score (discussed and defined elsewhere in these Terms). The maintenance of a Credit Line may carry with it various fees, also discussed elsewhere in these terms. The initiation of a Credit Line may require an upfront payment (the “Down Payment”) again subject to numerous factors, including the ChargaCard Score. A Business may impose a limit on the amount of money a Client can loan from a Business (a “Credit Limit”), and ChargaCard may impose a global Credit Limit governing the maximum amount of credit a given Client may have among all Business participants of the System.
From time to time, ChargaCard may develop and incorporate other features into the Service, either in connection with existing features or on a stand-alone basis. Your use of such additional features, if any, is governed by these Terms of Service.
As part of the Service, ChargaCard may make available to you additional features that allow you to integrate or use the Service with products and services provided by third-parties ("Add-On Features"). Add-On Features may be provided for a fee or at no charge. You agree that you will pay all applicable fees for the Add-On Features that you sign up for. ChargaCard does not endorse any third-party products or services that you use or may be entitled to use in connection with the Service or an Add-On Feature. You understand that Add-On Features may impact your use of the third products or services with which these features integrate.
4. User Registration
During your use of our Services, we may ask you to provide personally identifiable information to us, such as your e-mail address, bank account information, credit information (including your name, address, social security number, date of birth, and any other similar information) in connection with creating a user account on our website, or for other purposes, such as determining your credit worthiness and ability to participate in aspects of our Services. Some of our Services may be unavailable to you without the creation of such a user account.
To open a Client user account, Client must provide debit account information as a primary funding source, as well as a credit card or another debit card as a backup funding source (the “Funding Sources”). Debits and deposits may be made to these Funding Sources consistent with the Terms and other information presented to you through using our Services. Backup Funding Sources may be charged in the event the designated primary Funding Source is no longer active, refuses a charge initiated by us or a Business, or lacks sufficient funds. Clients must maintain at least one active Funding Source.
The accurate submission of information, when asked of you, is required to participate in some aspects of our Services. You agree to not submit knowingly false, fraudulent, or inaccurate information in connection with creating a user account on our website, and that you are creating a user account on your own behalf, or with the express consent of a third party who is authorized to use our Services and Websites, and agrees to these Agreements.
By using ChargaCard Platform you accept that ChargaCard can move the funds from your bank account/credit card to any business’s bank account as either requested by you or a Business and You allow ChargaCard to automatically withdraw funds from your bank account to pay your minimum payments on the Platform.
We may disable or remove your user account for any reason, at any time, in our sole discretion and without your consent or prior knowledge. Such reasons may include for lack of payment of fees, because our business is no longer viable, or the Service or aspect of the Service is no longer viable, for maintenance on our Site or in connection with our Services, or for any other reason.
5. Businesses and Clients
ChargaCard is a facilitator of contact between Business and Client users. As such, ChargaCard does not determine, nor are we capable of determining, factors such as the Credit Line offered to the Client from the Business, the terms of the loan, the manner and timeliness in which the loan is paid, or any similar detail regarding the relationship between the Business and Client.
Each Business user is solely and entirely responsible for determining the credit worthiness of a potential Client, for ensuring that the Client represented on ChargaCard is reflective of an actual client of the Business, for creating invoices, receipts, or other documentation substantiating this relationship or any other relationship flowing from the Business’ or Client’s use of the Services, for ensuring and verifying timely repayment of any loan or installment offered, for initiating collection actions regarding payment, and for determining, overseeing, and managing any facet of the relationship as contemplated in this section.
To the maximum extent permissible by law, ChargaCard disclaims any liability, damages, or similar penalties that may thought to be imposed on ChargaCard or otherwise arising from the behavior of Business and Client users. This includes, for example, should Business or Clients users violate any provision of law (through their actions or inactions). ChargaCard will not mediate any dispute between Business and Client users, however ChargaCard does reserve our right, as contemplated in these Terms, to terminate the accounts (and therefore suspend Services and access to the Site) of any User, at any time. Termination of a User account may not serve to terminate the relationship between the User and Business, which may itself carry important rights, obligations, and legal remedies. Clients concerned about the manner of the relationship between themselves and a Business should contact the Business in question directly for additional information.
6. Proprietary Scoring Algorithm
We may generate a proprietary credit-like scoring number (the “ChargaCard Score”) based on information gathered from Clients who are seeking loan or credit opportunities from Businesses. The ChargaCard Score may be impacted by numerous factors, the makeup and relative value of which are proprietary to us.
The ChargaCard Score algorithm utilizes different data points: transactional data on the account when available from various sources information about Client’s activity on the System, and publicly available information from sources such as Facebook and LinkedIn. For example, some factors that may increase the ChargaCard Score for a Client include full and timely payments, the existence of multiple Funding Sources, and the presence of social media accounts. Some factors that may decrease the ChargaCard Score for a Client include late payments, a default on a credit or loan obligation, or the removal of Funding Sources or social medial information.
The ChargaCard Score does not utilize information that may be prohibited from being utilized under the Equal Credit Opportunity Act. This Act and similar acts may restrict our ability to use certain data to generate a ChargaCard Score. Such prohibited data includes age, race, religion, gender, and other, similar factors.
Should a Business be unwilling to offer any credit services to Client, Business retains all responsibility to comply with any applicable consumer financial protection laws, such as but not limited to laws promulgated by the federal Consumer Protection Bureau, rules, regulations, or similar acts by any other agency that may be responsible for reporting credit decisions to Clients.
We may charge a fee for our Services (the “Fee” or “Fees”). Fees are subject to change without notice. Such Fees may be assessed for you use of our Services.
Any fees due in connection with the Service are non-refundable. Transaction fees and all other fees owed by you to ChargaCard will be automatically debited the Funding Sources, without your prior authorization (after your consent on sign up stage). You hereby authorize ChargaCard to perform all such debits on a monthly basis (the “Monthly Payment”). ChargaCard’s prices and fees may include transaction or credit card processing fees, sales, use, service, value-added or similar taxes, to be displayed on the given transaction. You shall pay applicable taxes, unless you have provided to ChargaCard an appropriate exemption certificate for the delivery destination acceptable to the applicable taxing authorities. All payments must be made in United States dollars.
In the event you fail to pay any sum when it is due, or any charge initiated by us is denied by you or your Funding Sources for any reason, ChargaCard may continue to attempt charges to your Funding Sources or alternate Funding Sources at our discretion.
If these actions fail to collect the balance due, ChargaCard may initiate an internal collection process that will last 90 (ninety) days: during the first 14 (fourteen) days ChargaCard will try to collect the sum every 3 (three) calendar days first from you debit; if after 14 (fourteen) days the sum hasn’t been collected, ChargaCard will repeat the process every 5 (five) days for the duration of the remaining 76 (seventy six) days. Our actions or inactions under this process in no way inhibit our legal right to payment, or prejudice any rights we may have to collect payment from you through any manner, including through the initiation of legal action. Excessive non-payments may result in the deactivation and deletion of a Client account, and may prohibit, at our discretion, a Client from utilizing our Services in the future.
ChargaCard reserves the right to disable the username(s) and password(s) for your account, to cancel your account and to pursue other collection or legal remedies.
In the event you wish to contest or dispute payment to, or collection by, ChargaCard of any sums in connection with the Service, you must provide written notice of such contest or dispute to ChargaCard within 60 (sixty) days of the date on which any such sum becomes due, such as by contacting us through our support e-mail address.
7.1 Transaction Fees
ChargaCard will charge Businesses 1% and Clients 1% of the full amount of the credit. Please note, that this fee will be charged on the first payment of the total amount of the credit line. There are no additional fees to a Client unless he fails the actions (Section 7). In case the action is failed Client may be subject to interest charges. The interest depends on your ChargaScore and your payment history in the system. The proceeds of interest charges will be transferred to the Business that initiated credit line. Client will be notified and will have to submit a payment (transaction) with fee to make a credit from any Business.
7.2 Use of banking information
Even if not expressly prohibited via any of these Terms, you may not attempt, or to actually succeed in, any circumvention, manipulation, or otherwise alteration of our billing system and fee structure to change what you may, from the obvious context of your usage of our Services and stated fee schedule, be required to pay us. Any such circumvention or attempted circumvention may result in the immediate termination of your ability to use our Services, the assessment of additional fees, and subject you to legal action.
8.1 Minimum monthly payment amount
Notwithstanding any information that may be construed to be contrary elsewhere in these Terms, the minimum Monthly Payment amount for a User with an active Credit Line with a Business is calculated in accordance with installment plan for this credit and will be displayed as the greater of fixed dollar amount or percentage of the current outstanding debt.
8.2 Initial payment
A Down Payment may be due upon initiation of a Credit Line. The Down Payment may vary from 0% to 100% of the requested Credit Line.
8.3 Billing period
Unless specified elsewhere in the specific arrangements made or anticipated to be made between Client and Business, each billing period (a “Billing Period”) is one calendar month, beginning on the first day of the month, and ending on the last day of the month. However, under no circumstances shall a Billing Period, including the first month under which a Billing Period may become due, be less than sixteen days. For example, if a Credit Line is initiated on the 17th day of April, the first payment under the Billing Period shall be due on June 1. If a Credit Line is initiated on the 13th day of April, the first payment under the Billing Period shall be due on May 1.
9. Our Intellectual Property Rights
ChargaCard, or other third parties, owns all rights, title and interest in and to the Service and the Site, and portions and similar owns or licenses all applicable rights to any Intellectual Property Rights, as defined in this section, whether registered, unregistered, or eligible to be registered, and any trademarks, logos and service marks ("Marks") displayed on the Site or through the Service. "Intellectual Property Rights" means any and all rights existing from time to time under patent law, copyright law, trade secret law, trademark law, unfair competition law and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide.
You acknowledge and agree that no title to any Intellectual Property Rights of ChargaCard or such third parties is transferred to You, and that You do not obtain any rights, express or implied, in the Site or the Content other than the rights expressly granted in these Terms of Service. The Content may be protected by copyright and other Intellectual Property Rights. You are prohibited from using any Marks for any purpose including, without limitation, use as metatags on other pages or sites on the World Wide Web without the written permission of ChargaCard or such third party that may own the Marks. You agree not to remove, obscure or alter the copyright notice, trademarks or other proprietary rights notices belonging to ChargaCard or such third parties affixed to or contained within or accessed in conjunction with or through the Site. Your use of the Service, the Content or the Site is not an endorsement of You or Your business by ChargaCard, and You shall not utilize the trademarks, logos or service marks of ChargaCard or such third parties to suggest any endorsement or affiliation to them. You remain owner of all rights, title and interest in and to the Intellectual Property Rights in Your trademarks, logos and service marks. If You upload any trademark, logo or service mark, or other material, you thereby grant ChargaCard a limited license to use such in conjunction with your use of the Service, such as on your invoices or web page displays generated by the Service, and to identify you as a user of the Service.
You agree that ChargaCard’s service providers and suppliers are third-party beneficiaries of the above provisions, with all rights to enforce such provisions as if they were each a party to these Terms of Service.
10. Your Intellectual Property Rights
At various times, you may submit content to our Website or Services (the “User Submitted Content”), such as the name, logo, or trade dress of a Business, or any other material or content. Such content may contain text, images, hyperlinks, content subject to intellectual property protection such as but not limited to trademarked information, and other information and media. You represent that you own or control all of the rights to all of the material submitted to our website, including but not limited to images, and that this material does not violate our Terms, or the rights of any third party, or any relevant laws. We will make public any data submitted to us at our sole discretion, even if this data may be noted as private, confidential, trade secret, or otherwise not intended for public display.
You should not submit or share secret material to us with the expectation that this material will remain secret.
You grant ChargaCard a perpetual, unlimited, irrevocable license to use, reproduce, modify, distribute, or display materials you submit on our website in connection with our Services, or in any other manner at any other time, including for promotional or other commercial purposes not connected with our Services.
We may process, use, analyze, or commercialize material you submit in any way, including in ways not yet known, without any compensation, notice, or your consent, at any time, and without the compensation, notice, or consent of any third parties or successors in interest. We may remove or modify material you submit at any time, without your consent or prior notification.
ChargaCard and our Website and Services are not a repository for your data. We may lose, eliminate access to data you submit, or disable your ability to access this data, at any time, at our sole discretion, without prior notice or your consent. Our display or hosting of data you submit does not create any implied right of any kind. We disclaim all responsibility, and assume no liability for any material posted by any third party, including you, or that may result from a loss, modification, or revocation of access to you, any other User, or a third party, to such data.
We may not monitor the material submitted by you, any User, or any third parties for accuracy or for compliance with these Terms or any other relevant terms or laws. We make no express or implied representations regarding the accuracy of such User Submitted Content or other content.
We are not responsible for future misuse or misappropriation of any content posted on our website by third parties, even if this use is not in compliance with these Terms.
You may not submit content you know or believe to be spam, pornographic, illegal, malicious, intentionally defamatory, intending to harm our Services or Website, harm another user, or harm any third party.
You may submit other content to us, such as but not limited to feedback, ideas, reviews, and comments. These submissions in any form are similarly covered by all terms of this section.
11. Prohibited Uses
The following uses of our Website and Services are prohibited: (a) the use of automated spiders, crawlers, or scrapers, except in connection for inclusion with publicly available web search engine results online (downloading, crawling, or programmatically accessing our Services or Site in any way with the intent to reproduce our information on any other content aggregator or any similar website, is prohibited without our prior written consent); (b) using our Services or Website with the intent of modifying, verifying, or compiling records of any kind, or the assessment of taxes by any taxation authority, its employees, or agent; (c) using our Services or Site with the intent of harassing us, our users, or any third party; to commit any kind of fraud; to intend to cause any harm to us, our users, or any third party; or to instigate or participate in a denial of service attack or similar malicious attack directed at us, our users, or any third party; (d) using our Services or Site with the intent of infringing on the intellectual property rights of any other party; (e) using our Services or Site with the intent of violating any provision of law, rule, or regulation.
12. Misconduct and Intellectual Property Violations
If you believe that any User has acted inappropriately, which may include, but is not limited to, offensive, violent, illegal, or otherwise inappropriate behavior, you may report such violations to firstname.lastname@example.org.
ChargaCard respects the intellectual property rights of our Users, and of third parties. If you believe that your intellectual property rights have been in some way infringed, you may contact us at email@example.com, through which our Copyright Agent may be contacted. We may require you to submit additional information with your query at our future discretion, which may include an identification of the offended material, the basis through which you believe your claim is valid, your contact information, and a sworn statement regarding your status as the true copyright holder.
Wet may limit access to, or temporarily or permanently remove material we believe to be in violation of copyright laws or of another’s intellectual property, even without complaints from Users or third parties. We will comply with the appropriate provisions of the DMCA to the extent possible in handling alleged copyright violations.
13. Violations of Terms. Termination
We may terminate this legal agreement with you, at any time, without notice, and at our sole discretion if (a) you have breached any provision of the Terms, or any law or rule or regulation, or we believe you intend to make such a breach, or we believe you are unable to comply with any provision of the Terms; or (b) we are required to do so by law; or (c) we cease operation or providing Services or our Site; or (d) in cases provided for in these Terms.
You may terminate your legal agreement with us at any time by (a) discontinuing the use of our Services, for example, if you have a user account with us, you must delete your user account or inform us of your desire to delete this account, or (b) affirmatively manifesting to us that you wish to terminate this legal agreement, such as by e-mailing firstname.lastname@example.org. However, Users are unable to cancel their account on the Platform if payments to or from that account are forthcoming. For further information, please contact the e-mail address listed above.
Our or your termination of this Agreement shall not in any way impact the rights you have agreed to as detailed in the Disclaimer of Warranties and General Disclaimer, Indemnification, Arbitration, and choice of law provision sections elsewhere in these Terms, or in any other section that explicitly notes it shall continue to be in effect after the expiration or termination of our relationship. These sections remain in effect, and therefore our protections remain in effect, so long as you or your successors in interest retain the ability to litigate any legal claim you may have against us, or any third party that may in any way implicate or involve us maintains such claims, and so long as you or your successors in interest remain liable for any civil or criminal claim arising out of or in any way implicating us or the use of our Site or Services.
The termination of your account or your relationship with us may result in the loss of information associated with your user account or your usage of our Services such as, for example, any User Submitted Content, or may permanently restrict your access to our Services. ChargaCard does not accept any liability for any loss you may incur resulting from the loss of such information, or Services.
14. Data Security and Data Use
You acknowledge and agree that any information you enter into the Service, including but not limited to customer contact information and financial account information, may be utilized by ChargaCard for the sole purpose of providing the Service to you. You represent and warrant that You have all rights to provide any such data to ChargaCard and to grant ChargaCard the foregoing rights. You have the right, during the Term, to use any system export feature to retrieve data from the Service, but you understand that this export function does not include the ability to export full credit card account numbers or bank account numbers. Should you request export of this financial account information, you acknowledge and agree that ChargaCard may provide this service at an additional fee but is under no obligation to do so.
15. User and Account Security
You agree and understand that you are solely responsible for maintaining the confidentiality of any passwords associated with any account you use to access our Services or Site. We will not give your password out to anyone without your express permission or unless required to do so by law. You agree that you will be solely responsible for the activities that occur under your account, even if your account is accessed by another party without your consent.
16. Disclaimer of Warranties and General Disclaimer
YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE AND ALL CONTENT MADE AVAILABLE ON OR THROUGH THE SITE OR VIA THE SERVICE ARE PROVIDED TO YOU BY CHARGACARD "AS IS" ON AN "AS AVAILABLE BASIS" WITHOUT WARRANTY OF ANY KIND EITHER EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SECURITY, OR ACCURACY. CHARGACARD MAKES NO WARRANTY THAT (A)THE SERVICE WILL MEET YOUR REQUIREMENTS, OR (B) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE.
CHARGACARD DOES NOT ENDORSE AND IS NOT RESPONSIBLE FOR (A) THE ACCURACY, TIMELINESS OR RELIABILITY OF ANY INVOICE, APPOINTMENT, STATEMENT, OR OTHER ITEM GENERATED THROUGH THE SERVICE (B) THE ACCURACY, TIMELINESS OR RELIABILITY OF ANY INVOICE, OPINION, ADVICE, APPOINTMENT, OR STATEMENT MADE THROUGH THE SERVICE OR THE SITE BY ANY PARTY OTHER THAN CHARGACARD, (C) ANY CONTENT PROVIDED ON ANY THIRD PARTY SITE(S) LINKED TO THE SITE, OR (D) THE CAPABILITIES OR RELIABILITY OF ANY PRODUCT OR SERVICE OBTAINED FROM ANY THIRD PARTY SITE(S) LINKED TO THE SITE.
OTHER THAN AS REQUIRED UNDER APPLICABLE LAW, UNDER NO CIRCUMSTANCE WILL CHARGACARD, OR ANY OF ITS AFFILIATES, AGENTS, OFFICERS, DIRECTORS OR EMPLOYEES, BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THE SERVICE OR THE SITE, OR YOUR RELIANCE ON ANY PRODUCT OR SERVICE OBTAINED FROM A LINKED SITE. IT IS YOUR SOLE RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ANY OPINION, ADVICE OR OTHER CONTENT AVAILABLE THROUGH THE SITE OR OBTAINED FROM A THIRD PARTY SITE LINKED TO THE SITE. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC OPINION, ADVICE, PRODUCT, SERVICE OR OTHER CONTENT.
CHARGACARD DOES NOT REPRESENT OR WARRANT THAT THE SITE IS COMPATIBLE WITH YOUR EQUIPMENT OR THAT THE SITE IS FREE OF VIRUSES, WORMS, BOTS OR ANY OTHER HARMFUL, INVASIVE OR CORRUPTED FILES. TO THE MAXIMUM EXTENT ALLOWABLE BY LAW, THE UNIFORM COMMERCIAL CODE AND THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT SHALL NOT APPLY TO THESE TERMS OF SERVICE.
17. Limitation of liability
THE INFORMATION, SOFTWARE, PRODUCTS, SERVICE, SITE, CONTENT AND DESCRIPTIONS OF THE SERVICE PUBLISHED ON THE SITE OR A LINKED SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS, AND CHARGACARD SPECIFICALLY DISCLAIMS ANY LIABILITY FOR SUCH INACCURACIES OR ERRORS. CHARGACARD DOES NOT REPRESENT OR WARRANT THAT THE CONTENT ON THE SITE IS COMPLETE OR UP-TO-DATE. CHARGACARD IS UNDER NO OBLIGATION TO UPDATE THE SITE, THE SERVICE OR THE CONTENT. CHARGACARD MAY CHANGE THE SITE, THE SERVICE OR THE CONTENT, OR MAY MAKE IMPROVEMENTS OR CHANGES THERETO, AT ANY TIME WITHOUT NOTICE.
YOU AGREE THAT NEITHER CHARGACARD, NOR ANY OF ITS AFFILIATES, AGENTS, OFFICERS, DIRECTORS OR EMPLOYEES, WILL BE LIABLE, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, FOR ANY DIRECT, PUNITIVE, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES (INCLUDING WITHOUT LIMITATION LOST PROFITS, COST OF PROCURING SUBSTITUTE SERVICE OR LOST OPPORTUNITY) ARISING OUT OF, OR IN CONNECTION WITH, THE USE OF THE SITE, THE SERVICE, THE CONTENT OR A LINKED SITE, OR WITH THE DELAY OR INABILITY TO USE THE SITE OR A LINKED SITE, EVEN IF CHARGACARD OR ANY SUCH AFFILIATE, AGENT, OFFICER, DIRECTOR OR EMPLOYEE IS MADE AWARE OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION ON LIABILITY INCLUDES, WITHOUT LIMITATION, THE TRANSMISSION OF ANY VIRUSES THAT MAY INFECT YOUR EQUIPMENT, FAILURE OF MECHANICAL OR ELECTRONIC EQUIPMENT OR COMMUNICATION LINES, TELEPHONE OR OTHER INTERCONNECT PROBLEMS (E.G. YOU CANNOT ACCESS YOUR INTERNET SERVICE PROVIDER), UNAUTHORIZED ACCESS, THEFT, DATA LOSS, OPERATOR ERRORS, STRIKES OR OTHER LABOR PROBLEMS, OR ANY FORCE MAJEURE. CHARGACARD CANNOT AND DOES NOT GUARANTEE CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO THE SITE, THE SERVICE OR THE CONTENT.
You shall defend, indemnify and hold ChargaCard, and its agents, service providers, parent, subsidiaries, affiliates, officers, employees, directors, representatives and agents, harmless from any claim, cause of action or demand, loss, liability or damage (including reasonable attorneys’ fees, accounting fees and costs) made or brought by you or by any third party due to, or arising out of, any of the following: (a) your use of the Site (or the use of the Site by your customers), the content on the Site or the Service or any other program offered on or through the Site; (b) the violation by you, or your customers or anyone using your computer or your username and password, of these Terms; (c) any user submission posted by you; or (d) the infringement or violation by you, or your customers or anyone using the Service or the Site with your computer or your username and password, of any Intellectual Property Rights or other right of any person or entity; or (e) any failure to follow any applicable consumer protection, data privacy, storage, or similar law, rule, regulations, or ordinance that may be imposed on you as a result of your activities as facilitated by us; or (f) any dispute arising between you and another User regarding fees, payment terms, approval for loan opportunities, or similar transactions; and (h) your failure to comply with all data privacy and security laws, rules, regulations and guidance applicable to you or the information provided to you by ChargaCard, including any law, rule, regulation, standard or guidance, or other condition or provision.
ChargaCard reserves the right to exclusively defend and control the defense, settlement and resolution of any and all claims arising from the above causes and any such indemnification matters arising therefrom and you agree that you will fully cooperate with ChargaCard in any such defenses and reimburse ChargaCard for reasonable fees (including attorney’s fees) and expenses in connection therewith.
You agree that any and all disputes, claims or controversies arising out of or related to the use of the Site, the provision of the Service or these Terms of Service, including any claims under any statute or regulation ("Disputes"), shall be submitted for binding arbitration. Unless the parties agree otherwise, any arbitration shall take place in the State of Colorado, City and County of Denver, and shall be administered by, and pursuant to the commercial arbitration rules of the American Arbitration Association.
Disputes shall be arbitrated on an individual basis. There shall be no right or authority for any Disputes to be arbitrated on a class action basis or in a purported representative capacity on behalf of the general public or other persons or entities similarly situated. The arbitrator’s authority to resolve Disputes and to make awards is limited to Disputes between You and ChargaCard alone, and is subject to the limitations of liability set forth in these Terms of Service. Disputes brought by either You or ChargaCard against the other party may not be joined or consolidated in arbitration with Disputes brought by or against any third party, unless agreed to in writing by You and ChargaCard. No arbitration award or decision on any Disputes shall be given preclusive effect as to issues or claims in any dispute with anyone who is not a party to the arbitration. Should any portion of this paragraph be stricken from these Terms of Service or deemed otherwise unenforceable, then the entire section of these Terms of Service labeled "Arbitration" shall be stricken from these Terms of Service.
The provisions of the section of these Terms of Service labeled "Arbitration" and all arbitration awards duly made in connection therewith may be enforced in a court of competent jurisdiction, and the party seeking enforcement shall be entitled to an award of all costs, fees and expenses (including attorney fees) incurred in obtaining the enforcement of this provision, to be paid by the party against whom enforcement is ordered. All arbitration awards duly made under these Terms of Services shall not be subject to review or appeal except as permitted by applicable law. Any provision of these Terms of Service to the contrary notwithstanding (a) You or ChargaCard may seek interim relief from a court located in the State of Colorado, City and County of Boulder to protect such party’s rights or property while arbitration is pending, and (b) ChargaCard may bypass the aforementioned arbitration process in cases of fraud or other crimes against ChargaCard, interference with ChargaCard’s technical operations or violations of ChargaCard’s rights or property.
20. Laws and Regulations
Your access to and use of the Service and the Site are subject to all applicable international, federal, state, and local laws and regulations. ChargaCard does not make, and hereby disclaims, any representation that the Content is appropriate or available for use in any particular location, and access to Content from territories where the Content may be illegal is prohibited. Those who choose to access or use the Site and the Service do so at their own initiative and risk and are responsible for compliance with all applicable laws.
21. Governing Law
The laws applicable to the use of the Site, our Services, and the interpretation of these Terms shall be the laws of the State of Colorado, United States, and applicable federal law, without regard to any conflict of law provisions that would result in the laws of a different entity being applied.
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23. Contact Us
If you have any questions related to ChargaCard, you can contact ChargaCard support center by e-mailing email@example.com.